ABN: 31 116 420 378 INTERIM FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2010
COMPANY DIRECTORY DIRECTORS AUDITORS P N Smith Executive Chairman Maxim Audit M J Povey Executive Director 243 Hay Street D Sufredo NonExecutive Director Subiaco WA 6008 COMPANY SECRETARY M J Povey B.Bus, CA, FTIA HOME EXCHANGE Australian Securities Exchange Ltd Exchange Plaza 2 The Esplanade REGISTERED OFFICE Perth WA 6000 13 Colin Street West Perth WA 6005 ASX Code: TRM (PO Box 2805, West Perth WA 6872) Telephone (08) 9327 7300 Facsimile (08) 9324 3691 SHARE REGISTRY Security Transfer Registrars 770 Canning Highway Email: admin@truscottmining.com.au Applecross WA 6053 Website: www.truscottmining.com.au Telephone (08) 9315 2333 Facsimile (08) 9315 2233
CONTENTS 1. Directors Report 2. Auditor s Independence Declaration 3. Financial Statements 4. Notes to the Financial Statements 5. Directors Declaration 6. Independent Audit Review Report
DIRECTORS REPORT Your directors submit the financial report of the company for the halfyear ended 31 December 2010. Directors The names of directors who held office during or since the end of the halfyear: Peter Neil Smith executive chairman Michael Jarvis Povey executive director and company secretary Derrick Sufredo nonexecutive director Review of Operations Exploration activities Status Westminster Resource definition drilling continues to confirm the potential of the Westminster Project to become a new operational centre for the Tennant Creek Goldfield. A series of mineralised shoots have been defined along the 2.2 kilometre strike length of the Westminster project area. Drilling on two of the mineralised shoots has defined near surface mineralisation of sufficient grade to support underground mining. Initial infill drilling in the shoot system has identified continuity of mineralisation to approximately 200m below surface. Geophysical modelling suggests the main accumulations of mineralisation occur closer to 200m below surface. Truscott s exploration strategy utilises structural analysis to target predicted ore shoots at depth and mineralised intersections drilled to date confirm the structural model and facilitate planning for future work. The Westminster Project is now at a transition stage in its development. Continued systematic work and ongoing drilling programs are expected to attract the interest of a wide audience of new parties. Capital raising The Company raised $1,000,000 by the placement in October 2010 of 5,000,000 fully paid shares at 20 cents with 1,000,000 free attached 45 cent options. Further funds to support the company s exploration programs are anticipated from the exercise of 3,000,000 20 cent options set for maturity on 31 March 2011. On 24 January 2011 500,000 of these 20 cent options were exercised with $100,000 received. Auditor s Declaration The lead auditor s independence declaration under section 307C of the Corporations Act 2001 is set out on page 2 for the halfyear ended 31 December 2010. This report is signed in accordance with a resolution of the Board of Directors. Director. Michael J Povey Dated this 14 th day of March 2011. 1
AUDITOR S INDEPENDENCE DECLARATION UNDER S 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF TRUSCOTT MINING CORPORATION LIMITED I declare that, to the best of my knowledge and belief, during the halfyear ended 31 December 2010 there have been: a. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review; and b. no contraventions of any applicable code of professional conduct in relation to the review. Maxim Audit Chartered Accountants G Jowett Blinman Perth WA Dated this 14th day of March 2011. 2 Liability limited by a scheme approved under Professional Standards Legislation National Association: Hall Chadwick International Association: AGN International Associations of Independent Firms 243 Hay Street, Subiaco, WA 6008 PO Box 8217 Subiaco East, WA 6008 Tel: +61 8 9489 2555 Fax: +61 8 9489 2556 Email: INFO@MAXIMGROUP.COM.AU www.maximgroup.com.au
STATEMENT OF COMPREHENSIVE INCOME FOR THE HALFYEAR ENDED 31 DECEMBER 2010 Note 31.12.2010 31.12.2009 $ $ Revenue 2 200,029 4,772 Expenses Directors remuneration (42,287) (46,667) Depreciation (3,114) (4,396) Exploration evaluation and development costs writtenoff (45) Superannuation expenses (124) Administration expenses (198,617) (146,461) Loss before income tax (43,989) (192,921) Income tax expense Loss for the period 2 (43,989) (192,921) Other comprehensive income Other comprehensive income for the year, net of tax Total comprehensive loss for the period (43,989) (192,921) Profit/(loss) attributable to: Members of the company (43,989) (192,921) Total comprehensive profit/(loss) attributable to: Members of the company (43,989) (192,921) Earnings per share From continuing operations Basic loss per share (cents per share) (0.07) (0.36) Diluted loss per share (cents per share) (0.07) (0.36) The accompanying notes form part of this financial report. 3
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2010 Note 31.12.2010 30.06.2010 $ $ ASSETS CURRENT ASSETS Cash and cash equivalents 862,569 64,564 Trade and other receivables 236,472 659,849 Other current assets 14,328 6,885 TOTAL CURRENT ASSETS 1,113,369 731,298 NONCURRENT ASSETS Property, plant and equipment 46,144 50,622 Deferred exploration, evaluation and development expenditure 3 4,089,831 3,443,006 TOTAL NONCURRENT ASSSETS 4,135,975 3,493,628 TOTAL ASSETS 5,249,344 4,224,926 LIABILITIES CURRENT LIABILITIES Trade and other payables 167,100 235,315 TOTAL CURRENT LIABILITIES 167,100 235,315 TOTAL LIABILITIES 167,100 235,315 NET ASSETS 5,082,244 3,989,611 EQUITY Issued capital 4 5,578,448 4,603,448 Reserves 588,655 427,033 Accumulated losses (1,084,859) (1,040,870) TOTAL EQUITY 5,082,244 3,989,611 The accompanying notes form part of this financial report. 4
STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2010 $ $ $ $ Note Ordinary Shares Accumulated losses Options Reserve Total Balance at 1.7.2009 Shares issued during the period Transaction costs 4 4 4,141,398 550,000 (27,500) (1,138,076) 212,924 3,216,246 550,000 (27,500) Options reserve 142,285 142,285 Loss attributable to the members (192,921) (192,921) Balance at 31.12.2009 4,663,898 (1,330,997) 355,209 3,688,110 Balance at 1.7.2010 4,603,448 (1,040,870) 427,033 3,989,611 Shares issued during the period Transaction costs 4 4 1,000,000 (25,000) 1,000,000 (25,000) Options reserve 161,622 161,622 Loss attributable to the members (43,989) (43,989) Balance at 31.12.2010 4 5,578,448 (1,084,859) 588,655 5,082,244 The accompanying notes form part of this financial report. 5
STATEMENT OF CASH FLOWS FOR THE HALFYEAR ENDED 31 DECEMBER 2010 31.12.2010 31.12.2009 $ $ CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees (224,311) (153,648) Research & development tax concession 634,750 Interest received 20,455 5,730 Payments for exploration, evaluation and development expenditure (45) Net cash used in operating activities 430,894 (147,963) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of plant and equipment (2,990) Payments for exploration, evaluation and development expenditure (616,818) (459,425) Payments for security bond (13,081) Net cash used in investing activities (632,889) (459,425) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares 1,000,000 522,500 Net cash provided by financing activities 1,000,000 522,500 Net increase/(decrease) in cash held 798,005 (84,888) Cash and cash equivalents at beginning of period 64,564 415,420 Cash and cash equivalents at end of period 862,569 330,532 The accompanying notes form part of this financial report. 6
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALFYEAR ENDED 31 DECEMBER 2010 NOTE 1: BASIS OF PREPARATION These general purpose financial statements for the interim halfyear reporting period ended 31 December 2010 have been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards including AASB 134: ing. This interim financial report is intended to provide users with an update on the latest annual financial statements of Truscott Mining Corporation Ltd. As such, it does not contain information that represents relatively insignificant changes occurring during the halfyear within the Company. It is therefore recommended that this financial report be read in conjunction with the annual financial statements of the Company for the year ended 30 June 2010, together with any public announcements made during the halfyear. The same accounting policies and methods of computation have been followed in this interim financial report as were applied in the most recent annual financial statements. Going concern For the 6 months ended 31 December 2010, the Company has incurred losses of $43,989 from operating activities, as disclosed in the statement of comprehensive income. As a result of the losses from operations the Directors have assessed the Company s ability to continue as a going concern and to pay its debts as and when they fall due. The Company s ability to fund exploration commitments and for use as working capital is dependent upon raising additional capital (in future years) or deriving revenue from existing operations. The company currently has on issue a number of unlisted options that will be expiring in the next 12 months and are expected to be exercised with the potential to raise up to $675,000. The Directors of the company advise that it currently has sufficient cash reserves to fund more than 18 months of operations and exploration from balance date. The directors are continuing to negotiate additional funding at a price level that is consistent with the company s current share price. The directors are in negotiations regarding or are considering the following: 1. A private placement direct to sophisticated investors/mining industry investors to raise up to $2,000,000; and/or 2. Placements with drilling contractors who will take part equity as part of the contract consideration; and/or 3. A share issue to current shareholders by way of a share purchase plan and/or a rights issue to raise up to $600,000. Accordingly, the Directors have prepared the financial statements on a going concern basis. As such, the financial statements do not include any adjustments as to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the entity not continue as a going concern. NOTE 2: PROFIT (LOSS) FOR THE PERIOD 31.12.2010 31.12.2009 The following revenue and expense items are relevant in explaining the financial performance for the interim period: $ $ Interest received from other persons 12,529 4,772 Research & development tax concession 187,500 200,029 4,772 7
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALFYEAR ENDED 31 DECEMBER 2010 NOTE 3: DEFERRED EXPLORATION, EVALUATION AND DEVELOPMENT EXPENDITURE $ Carrying amount at 1 July 2009 at cost 2,859,106 Deferred exploration, evaluation and development expenditure during the period 692,070 Expenditure associated with acquisitions 1,284 Disposal of interest in mining tenements Amounts written off during the period (109,454) Impairment adjustment Carrying amount at 30 June 2010 at cost 3,443,006 Carrying amount at 1 July 2010 at cost 3,443,006 Deferred exploration, evaluation and development expenditure during the period 646,825 Expenditure associated with acquisitions Disposal of interest in mining tenements Amounts written off during the period Impairment adjustment Carrying amount at 31 December 2010 at cost 4,089,831 8
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALFYEAR ENDED 31 DECEMBER 2010 NOTE 4: ISSUED CAPITAL 31.12.2010 30.6.2010 (i) Issued and paid up capital: $ $ 62,564,502 (30 June 2010: 57,564,502) fully paid ordinary shares 5,578,448 4,603,448 Half year to 31.12.2010 Year ended 30.6.2010 (ii) Movements in shares on issue No. of shares $ No. of shares $ Opening balance 57,564,502 4,603,448 52,564,502 4,141,398 Placement on 23/11/09 at 11 cents 5,000,000 550,000 Placement on 6/10/10 at 20 cents 2,500,000 500,000 Placement on 15/10/10 at 20 cents 2,500,000 500,000 62,564,502 5,603,448 57,564,502 4,691,398 Less costs of issues (25,000) (87,950) Closing balance 62,564,502 5,578,448 57,564,502 4,603,448 (iii) Holders of ordinary shares have the right to receive dividends as declared and in the event of winding up of the company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of shares held and the amount paid up. Shareholders are entitled to one vote per share held either in person or by proxy at a meeting of the company when a poll is called, otherwise each shareholder has one vote on a show of hands. Half year to 31.12.2010 Year ended 30.6.2010 (iv) Movements in options on issue No. of options No. of options Opening balance 14,700,000 10,400,000 Issue on 30/10/09 exercisable at 25 cents and expiring on 20/08/14 300,000 Issue on 30/10/09 exercisable at 25 cents and expiring on 30/10/13 2,200,000 Issue on 02/02/10 exercisable at 25 cents and expiring on 28/02/13 300,000 Issue on 14/04/10 exercisable at 25 cents and expiring on 31/05/13 1,500,000 Issue on 06/10/10 exercisable at 45 cents and expiring on 06/10/14 500,000 Issue on 15/10/10 exercisable at 45 cents and expiring on 15/10/14 500,000 Issue on 01/11/10 exercisable at 45 cents and expiring on 20/08/15 300,000 Issue on 01/11/10 exercisable at 45 cents and expiring on 01/11/14 1,700,000 Closing balance 17,700,000 14,700,000 (v) Holders of the options have the right to exercise them by paying the exercise price and acquiring one fully paid ordinary share for each option. Option holders do not have the right to receive dividends and are not entitled to vote at any meeting of members. NOTE 5: SEGMENT INFORMATION The company operated solely in Australia in mineral exploration for the whole of the period. NOTE 6: CONTINGENT LIABILITIES There has been no change in contingent liabilities since the last annual reporting date. 9
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALFYEAR ENDED 31 DECEMBER 2010 NOTE 7: EVENTS SUBSEQUENT TO REPORTING DATE There have not been any material events subsequent to the reporting date other than the release to the ASX of the completion of a drilling program with assay results to be released as soon as they are available. One option holder has paid $100,000 to exercise 500,000 20 cent options. A driller has accepted 300,000 fully paid 25 cent ordinary shares as part payment for drilling services. NOTE 8: COMMITMENTS a. Operating lease commitments Noncancellable operating leases contracted for, but not capitalised in the financial statements 31.12.2010 30.6.2010 $ $ Payable minimum lease payments not later than 12 months 22,300 22,254 between 12 months and 5 years 0 0 greater than 5 years 0 0 22,300 22,254 The company s property lease expired in May 2010 and it has been renewed on a rolling 3 month term. The lease can be terminated by either party giving at least one month s notice within each 3 month term. The rent is payable monthly in advance. The company has entered into a noncancellable operating lease with GTI Resources Ltd (an ASX listed company) to sublease 50% of the property and to be responsible for 50% of the minimum lease payments totalling $11,150 (30.6.2010 $11,127). b. Capital expenditure commitments Estimated commitments for which no provisions were included in the financial statements are as follows: Exploration Expenditure Commitments The company has certain obligations to perform minimum annual exploration work totalling $327,000 on its properties. NOTE 9: RELATED PARTY DISCLOSURES Transactions with related parties: Peter N Smith is a director of Resource Investments & Consulting Pty Ltd (RIC) which provided mining engineering and field technician services totalling $98,600 during the 6 months ended 31.12.2010 (6 months ended 31.12.2009 $87,000). Michael J Povey is the principal of a Chartered Accounting practice which provided accounting and company secretarial services totalling $22,300 during the 6 months ended 31.12.2010 (6 months ended 31.12.2009 $21,000). Mr Povey reimbursed the company $6,676 for the use of company office space during the 6 months. At the Annual General Meeting held on 1 November 2010, options were approved for issue to directors in lieu of payment of directors fees for the period 1 January 2010 to 31 December 2010. The options issued were 700,000 to Peter N Smith, 500,000 to Michael J Povey and 500,000 to Derrick Sufredo. The value of these options has been taken up in the financial report at the agreed commercial rate. 10
DIRECTORS DECLARATION The directors of the company declare that: 1. The financial statements and notes, as set out on pages 3 to 10 are in accordance with the Corporations Act 2001, including: a. complying with Accounting Standard AASB 134: ing; and b. giving a true and fair view of the company s financial position as at 31 December 2010 and of its performance for the halfyear ended on that date. 2. In the directors opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. This declaration is made in accordance with a resolution of the Board of Directors. Director Dated this 14 th day of March 2011 Michael J Povey 11
INDEPENDENT AUDITOR S REVIEW REPORT TO THE MEMBERS OF TRUSCOTT MINING CORPORATION LIMITED Report on the Halfyear Financial Report We have reviewed the accompanying halfyear financial report of Truscott Mining Corporation Limited (the company) which comprises the condensed statement of financial position as at 31 December 2010, the condensed statement of comprehensive income, condensed statement of changes in equity, condensed statement of cash flows for the halfyear ended on that date, notes comprising a summary of significant accounting policies and other explanatory notes and the directors declaration. Directors Responsibility for the HalfYear Financial Report The directors of the company are responsible for the preparation and fair presentation of the halfyear financial report that gives a true and fair view in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 and for such control as the directors determine is necessary to enable the preparation of the halfyear financial report that is free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express a conclusion on the halfyear financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410: Review of an Performed by the Independent Auditor of the Entity in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the company s financial position as at 31 December 2010 and its performance for the halfyear ended on that date; and complying with Accounting Standard AASB 134: ing and the Corporations Regulations 2001. As the auditor of Truscott Mining Corporation Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. A review of a halfyear financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Matters Relating to the Electronic Presentation of the Audited Financial Report This review report relates to the financial report of the company for the halfyear ended 31 December 2010 included on the website of Truscott Mining Corporation Limited. The directors of the company are responsible for the integrity of the website and we have not been engaged to report on its integrity. This review report refers only to the subject matter described above. It does not provide an opinion on any other information which may have been hyperlinked to or from the financial report. If users of the financial report are concerned with the inherent risk arising from publication on a website, they are advised to refer to the hard copy of the reviewed financial report to confirm the information contained in this website version of the financial report. Independence In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act, provided to the directors of Truscott Mining Corporation Limited on 14 th March 2011, would be in the same terms if provided to the directors as at the time of this auditor s review report. 12 Liability limited by a scheme approved under Professional Standards Legislation National Association: Hall Chadwick International Association: AGN International Associations of Independent Firms 243 Hay Street, Subiaco, WA 6008 PO Box 8217 Subiaco East, WA 6008 Tel: +61 8 9489 2555 Fax: +61 8 9489 2556 Email: INFO@MAXIMGROUP.COM.AU www.maximgroup.com.au
Conclusion Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the halfyear financial report of Truscott Mining Corporation Limited is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the company s financial position as at 31 December 2010 and of its performance for the halfyear ended on that date; and complying with AASB 134: ing and Corporations Regulations 2001. Inherent Uncertainty Without qualification to the opinion expressed above, attention is drawn to the following matter. As a result of the matters described in Note 1, there is a significant uncertainty whether the company will be able to continue as a going concern and therefore whether it will realise its assets and liabilities in the normal course of business and at the amounts stated in the financial statements. Maxim Audit Chartered Accountants G Jowett Blinman Perth WA Dated this 14th day of March 2011. 13 Liability limited by a scheme approved under Professional Standards Legislation National Association: Hall Chadwick International Association: AGN International Associations of Independent Firms 243 Hay Street, Subiaco, WA 6008 PO Box 8217 Subiaco East, WA 6008 Tel: +61 8 9489 2555 Fax: +61 8 9489 2556 Email: INFO@MAXIMGROUP.COM.AU www.maximgroup.com.au